Client-centred growth: Top Ten Corporate Boutiques

As clients focus more on value than prestige, corporate boutiques have grown

Those leading Canadian Lawyer’s top corporate law boutiques list are veterans from big firms who left to ply their trade under what they say is a more flexible, affordable but capable model. The startup economy is breeding clients who do not want to pay $1,500-an-hour fees but still need legal services to grow.

Arthur Evrensel, founding partner of MEP Business Counsel, says the fact that baby boomers are getting older and a generational shift of resources is taking place is driving a lot of business at his Vancouver firm. Many have built businesses and gathered huge pools of wealth in the last 50 years and are trying to pass it down to a group that is smaller in number and often unwilling or incapable of absorbing the windfall.

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“Maybe the next generation doesn’t want it or can’t deal with it,” he says. “You’re seeing that huge transition and transfer of wealth from one generation to either the next or to others or larger corporations. So that’s certainly pushed our business.”

MEP Business Counsel’s clients include many in the entertainment sector, new-media startups and some cannabis startups. Evrensel says he has seen a lot of consolidation in these fields. The firm’s “sweet spot,” he says, is private companies that have grown to a certain size and either need capital to grow, sell, make acquisitions or merge.

“We decided very early on that we’re going to focus as much on the business aspect of practising law as on the legal aspect,” he says.

“So, the business-first thinking is something that we’re very proud of, bringing together legal expertise and commercial understanding,” he says.

Before becoming a lawyer, Jennifer Allen, of Allen McDonald Swartz LLP, worked in the financial services industry. She then spent 14 years at Bay Street law firms doing corporate finance, mergers and acquisitions and private equity.

The firm she and Fraser McDonald co-founded in 2015 has five lawyers.

Since she began practising, Allen says, she has seen a shift in what clients are looking for from her firm. Whereas the name and prestige of the firm used to be primary, now clients are focused on affordable fees.

“They’re not going to choose lawyers based on the reputation of a firm,” she says. “They’re going to look for a less traditional law firm that offers more value to them than they would have [in] the past.”

The trend of big-firm lawyers leaving and starting their own boutiques and their ability to offer clients their skills without the larger firm model is driving migration from smaller and mid-sized firms to smaller boutiques, says Barbara Hendrickson of BAX Securities Law.

“I see more and more smaller boutique law firms with very highly skilled, professional lawyers who provide services particularly in the financial services securities, corporate finance area, where really, in the past, you could only find that level of expertise in a large firm.”

Hendrickson formed the Toronto Business Lawyers Association in 2016, meant to represent those practising in small and mid-sized firms.

Allen McDonald Swartz has a broad range of clients and Allen says it’s her firm’s expertise in corporate law and not a deep involvement in a specific industry that tends to be important.

The firm’s lawyers were all trained at big firms and Allen says the lower overhead of a boutique model allows them to compete with what large firms can offer through their economies of scale.

“We do find that this model can be very effective because we’re able to offer reasonable rates for very high-level advice and quick turnaround times,” she says.

The client “can pay a reasonable rate but still speak to a partner and we don’t need all the time to delegate and then review and correct and send out. So, we find that this model is actually much more efficient and provides much more value to the client.”

Part of the way Allen McDonald Swartz adds value is off-the-clock relationship building. Allen says her firm’s small size allows the lawyers to have a more intimate relationship with clients who aren’t spending as much money.

“Because we’re more nimble and we’re smaller and we don’t have as much infrastructure and bureaucracy, [for] a smaller client that has a smaller deal, we can still give them a high level of service because we aren’t too busy servicing the billion-dollar files,” she says.

Evrensel says the boutique model means that MEP’s clients are always dealing with a senior lawyer.

“Sometimes, senior partners at big firms have so many associates that it’s hard to get their time and deal with them daily, so we try to ensure that the partners are always hands on,” he says.

The emergence of smaller, boutique law firms is also partly driven by an excess of lawyers and the too few positions available at large firms.

“There really are way too many lawyers and it’s very hard for junior lawyers to get articling positions and then kept on after articles,” Hendrickson says.

She says she’s seeing a lot of smaller firms develop with more junior lawyers as a result.

How we did it

Canadian Lawyer asked lawyers, in-house counsel and clients from across Canada to vote on the top corporate and immigration law boutiques. They were asked to rank their top firms from a preliminary list, with a chance to nominate a firm that was not included. To be considered in the vote, firms were required to have at least 80 per cent of their business come from corporate and immigration law. The final rankings were determined through a points system, in which firms were rewarded on a sliding scale for the number of first to 10th-place votes received.

Top 10 corporate boutiques (listed alphabetically)

Allen McDonald Swartz LLP

Allen McDonald Swartz LLP was founded in February 2015 to provide clients with strategic counsel, sophisticated business law advice and exceptional client service in a rapidly changing legal marketplace. The firm’s lawyers — Jennifer Allen, Fraser McDonald, Jillian Swartz, Henry Bertossi and Brad Elberg — are all Bay Street veterans. Their clients include entrepreneurs, high-net-worth individuals, family-owned businesses, private and public companies, multi-national enterprises, law firms, independent committees, charities and not-for-profit organizations. The lawyers at AMS advise clients on mergers and acquisitions, reorganizations, privacy and anti-spam, financings, securities compliance and regulatory work, capital markets transactions, governance and business-critical commercial arrangements. Among the firm’s clients are a world-renowned museum, a pre-eminent Canadian university, a global elevator company, a multi-national that produces luxury automobiles and motorcycles, a national consumer packaged goods business, a social enterprise offering affordable housing and a not-for-profit organization that provides services to persons with developmental disabilities.

BAX Securities Law

BAX Securities Law provides bespoke corporate finance, securities and financial services regulatory advice focusing on the cannabis, fintech, P2P, crowdfunding, registrant, crypto-currency/blockchain and real estate areas. BAX’s clients are public and private companies from across Canada and are also located internationally. BAX Securities Law was formed in 2013 by Barbara Hendrickson, a senior securities lawyer. Located in downtown Toronto, BAX provides in-depth corporate finance and securities expertise in a boutique environment. In 2016, to better serve her clients, Hendrickson formed the Toronto Business Lawyers Association, which is a network of business lawyers who practise in small and mid-size law firms in downtown Toronto. This group meets monthly for business and professional development purposes.

DuMoulin Black LLP

Founded in 1966, DuMoulin Black LLP is a leading boutique business law firm in the heart of Vancouver. While closely tied to the local and national regulatory and business community, the firm’s clients and their transactions reach around the globe. With more than 50 years of service behind it, DuMoulin Black boasts the resources, relationships and stability to structure and co-ordinate corporate finance and M&A deals regardless of industry, size or scope. Its lawyers have experience in corporate, commercial and securities law in a wide range of industries including mining, life sciences, industry, technology, food and beverage and energy. Throughout its existence, DuMoulin Black has stayed true to its boutique firm value proposition while continuing to innovate and adapt to serve its clients in today’s fast-paced business environment.

Hansell LLP

Carol Hansell founded Hansell LLP in 2013 after more than 25 years in private practice. Hansell acts for boards, investors, shareholders and management teams on a range of matters. Its clients include public, private and Crown corporations. Hansell LLP advises clients on major transactions and internal investigations. It provides expert evidence in litigation, counsel on strategy, designs governance structures and processes and advises on board effectiveness. Hansell McLaughlin Advisory provides government relationships and communications advice and, together with Hansell LLP, belongs to the Hansell McLaughlin Advisory Group. Together, the two firms are comprised of five lawyers, three senior consultants, two senior advisors, a data scientist, a governance analyst and three administrative staff members. Their professionals are regularly quoted in media such as The Globe and Mail, Financial Post, Law Times and Business News Network.

LaBarge Weinstein LLP

Founded in 1997, LaBarge Weinstein is a client-centric business law firm primarily serving knowledge-based companies, technology startups and their investors. The firm provides innovative and business-focused solutions throughout a company’s life cycle from startup to IPO and beyond. Currently with 27 lawyers, LaBarge Weinstein has recognized expertise on public and private financing transactions, mergers and acquisitions, securities law, tax structuring and commercialization of technology. Having closed many billions of dollars in financing and acquisition transactions, LaBarge Weinstein has many notable current and past clients including Rockstar Consortium, Kik Interactive, Canopy Growth, Rypple, Fluidware, Radian6, Vineyard, Wattpad, Shopify, Vidyard, Manifold, MOSAID, Belair and MindBridge Analytics.

MEP Business Counsel

MEP Business Counsel started in 2014 with a focus on redefining the way legal services are delivered for business. Its lawyers are recognized corporate and entertainment advisors who have practised at leading national and international firms, bringing private M&A, commercial, corporate and project finance, as well as entertainment law expertise. MEP advises some of North America’s most progressive companies in both established and leading-edge industries. Led by partners Arthur Evrensel, Marshall Pawar, Ryan Patryluk and Jesse Ahuja, the firm represents a broad range of clients from growth companies, VC and private equity investors to multi-national corporations across multiple industries, including technology, e-commerce, cannabis, crypto-currency, renewable energy and hospitality. The firm represents many U.S. and Canadian film studios, including: Lionsgate, MGM, ITV Studios, Legendary Pictures and Skybound North, and it acts as counsel to several well-known television series, including: A Series of Unfortunate Events (Netflix), Unspeakable (CBC and AMC), Sacred Lies (Facebook) and Invincible (Amazon).

Metcalf & Company

Established in 1986, Metcalf & Company is a six-member firm led by partners Frank Metcalf and Eric Machum. The firm represents clients in the marine, transportation and related industries. The firm’s lawyers advise on all aspects of the corporate and commercial component of its clients’ business in addition to maintaining a strong insurance practice in the P&I, H&M and subrogation arena. The firm has drawn praise for its recent work involving ship financing, vessel purchase and sale and importation, including all support vessels for BP Canada’s recent exploratory well program off Nova Scotia. In addition, Metcalf & Company has been involved on behalf of leading insurers in large, complex litigation across Atlantic Canada and Ontario related to shipping, insurance and transportation matters. Clients appreciate the firm’s commitment to practical, commercially-minded advice stemming from its lawyers’ hands-on marine experience.

Miller Titerle Law Corporation

Miller Titerle + Company was formed by three lawyers in 2010 based on the idea that a law firm operates best when its people believe in their clients. Since then, the firm has evolved into a leading business law firm focused on creating a better experience for its clients and people. The firm’s practice covers a full range of business legal services, including M&A, corporate commercial law, employment law, resource and project development, financial services and First Nations economic development. Key clients include Paper Excellence, TimberWest, Mobi Bike Share, Royal Gold Inc., Habanero Consulting, Squamish Nation and Osoyoos Indian Band.

Sangra Moller LLP

Sangra Moller is one of Canada’s leading business law firms, specializing in M&A, debt and equity finance, securities and corporate and commercial law. The firm’s exceptional growth has been founded on superior transaction execution and finding creative business-oriented solutions for clients in challenging situations. While the firm is a “boutique,” it regularly leads significant domestic, cross-border and international transactions, which are similar or greater in value and complexity than leading national firms. The firm regularly advises clients on the TSX, NYSE, NASDAQ, TSXV and other major international markets. Its lawyers have a reputation for business insight, precedent-setting transactions and exceptional and timely service. Sangra Moller and its lawyers have been recognized by clients and other professionals and in various publications and rankings.

Wildeboer Dellelce LLP

Founded more than 25 years ago, Wildeboer Dellelce LLP is one of Canada’s premier business and corporate finance transactional law firms and a partner of choice for entrepreneurs and leaders driven to grow or transform their businesses or organizations. With 50 legal professionals, the firm offers its services in the following areas: corporate finance and securities, M&A, tax, debt products, structured finance and investment funds, corporate governance and investor activism, corporate and commercial and commercial real estate. The firm works across all industries including financial services, real estate, technology, biotechnology, industrial and consumer products, mining and natural resources, blockchain and fintech and cannabis.

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